Upside Down
by Chessur
Summary: The White Rabbit is sent up to get Alice to help save Underland again. One minor problem. . . he kidnapped her daughter, Lacie. Can she save Underland? Or does she not have enough of her mother's 'muchness' to do it?  Author on small break
1. Prologue

**A/N: ALICE IN WONDERLAND BY TIM BURTON WAS ONE OF THE MOST EPIC MOVIES I HAD EVER SEEN IN MY ENTIRE LIFE! I DON'T GIVE A CRAP IF ANYONE ELSE THOUGHT IT WAS STUPID OR WHATEVER! IT! WAS! EPIC! Now that I've said that, here's the disclaimer. XD!**

_DISCLAIMER: I DO NOT OWN ALICE IN WONDERLAND! IT RIGHTFULLY BELONGS TO TIM BURTON WHILE AS THE NOVELS THAT INSPIRED IT RIGHTFULLY BELONG TO LEWIS CARROLL! I ONLY OWN MY OC(S), LEWIS CARROLL (Rightfully named after the author, even if that is not his real name), AND LACIE CARROLL! THIS IS MADE FOR PURE ENTERTAINMENT!_

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**Prologue**

"Miss Carroll, you are very lucky we do not think you mad or else or else you would have been sacked some time ago," one of the four men stated in the study of the mansion where they all sat in.

Outside of the window nearby one of the men, who preferred sitting by the windows, was the sight of pouring rain, which signaled it was definitely Spring. All of the men in the room were wearing their best suits that night, while as the single woman wore a blue dress without a corset and stocking. Very simple. All of the four men had their hair combed back in a very fashionable, elegant manor while as the blond woman had her curly hair reach freely down to her waist.

"I do not wish for you to call me ''Miss'' Carroll. ''Alice'' will do the trick," she informed the man with a small smile and turned to the other man by the window who had murmured something about her husband not attending as though he did not approve of the matter. "Sir, my husband will be coming around shortly. Lewis is a very busy man, you know. Much busier than some in this room ever cared to be," she smiled pleasantly at him, although in her voice there was a hence of childish teasing.

"Miss—" another man, who had been sitting on the couch across from Alice, cleared his throat," I mean, Alice," he corrected. This was where Alice smiled pleasantly again. She did love giving these men a hard time whenever it came to foolish things such as elegance and what these people called ''manners''. "Alice," the man started again, "you really do have your father's sight in more ways than one, far more ways," he gave her a smile which she happily returned, "But, don't you agree that going halfway across the world is a bit preposterous?" he asked quizzically.

"Actually, truth be told, I don't," Alice laughed gently. All four men exchanged a worried look amongst each other. They might have said that they did not think her mad, but at times they were uncertain. "Now, you kind gentlemen, how about we—"

But, before she could finish, there was a small, hushed, whispered voice that said, "Alice." All five heads in the room turned to the doorway, where a man stood that wore a suit, but it was surely not his best, and instead of his hair being combed back _elegantly_, he only settled for _nicely_. Alice smiled over at her husband, Lewis Carroll. "Alice," he repeated, returning the loving smile, "It appears as though your presence is requested in the bedroom belonging to Lacie Carroll," he chuckled.

"Is it another dream?" she questioned him, looking slightly worried now. He nodded in response. Letting out a small sigh, although there was a hence of relief in it, she turned to the other four men. "I couldn't be more interested in this lovely conversation we're having, but I _must_ go see my daughter. You can converse with Lewis now, since you so desperately needed him earlier," she smiled—no, _smirked_. Then, she left the room and headed off down the hallway without another word, leaving a puzzled Lewis, three red men, and one man by the window who looked as though he had just shown his man hood in public square.

Alice, upon reaching a door that had been about five doors down from the original room she was to the left, knocked lightly on the door. There was a small ''hello'' and she took this as to enter the bedroom. When she entered, she saw that there were stuffed animals of all sorts on the walls on the shelves, and the floor was clean. . . for once. A small smile spread on her face.

"Was it that dream again?" she asked the young girl whom sat in the bed right across from the wooden, tan door as she made her way to the bed and sat down. One would've thought it was her as a mere child, seeing as they both had some of the curliest blond hair in the whole town. However, Alice had deep brown eyes, not the emerald green that her daughter had inherited.

"It's terrifying," the young child insisted as she stood up, now sitting down on her bed rather than laying down as she had previously been doing. "Have you any idea what it is like to have dreams about falling down a rabbit hole? And then you hear voices calling out to you to come to. . . . What is ''Underland''?" the young child shook her head.

_You wouldn't know how many times I've fallen through a hole and ended up in an entirely different world, Lacie._ "I think I know a thing or two about falling down rabbit holes," Alice said in a teasing voice, tickling her daughter some on the stomach. Lacie began to giggle as her mother did so, falling back down onto her back. "However, I don't have much guidance about voices calling out to me to come down to ''Underland''," she said, avoiding the subject of knowing what that world was.

Lacie nodded once and was quiet for a few moments. Alice was just about to give her daughter a goodnight kiss, thinking that perhaps she didn't have anything else left to say, when Lacie suddenly asked in a hurried, worried voice, "Have I gone mad?" Her eyes were filled with horror at the thought of it and her hands were now trembling some.

Alice giggled gently, her daughter reminding her of herself when she was seven and had asked her late father if she were mad. Also, she had reminded her of the Mad Hatter, who was probably still wondering how a raven was like a writing desk. Alice wouldn't know. She hadn't seem him, or any of the Underland creatures she called her friends, for years. After slaying the Jabberwocky, she had yet to return to that world, and felt guilt every time she thought about it. Her promise to be back there before they knew it was broken.

Pursing her lips, Alice lifted her right hand up, placing the back of it on the six-year-old's forehead. Her eyes widened when a moment or two passed and she removed her hand from her daughter's forehead. "I'm afraid so. You've gone mad. Bonkers!" she shook her head in dismay. Lacie stiffened at this. "But, I'll tell you a secret," she smiled, capturing her daughter's attention again as she leaned in closer to tell her this ''secret''. "All of the best people are."

Lacie giggled and kissed her mother on the cheek as a ''goodnight'', and Alice returned the kiss on the forehead to her daughter as she rose up to her feet.

"Goodnight, mother," Lacie yawned lightly as she cuddled up close to her stuffed animal she slept with every night, which was a blue caterpillar that Alice had gotten her two years ago.

"Goodnight, love," Alice said gently, reminding herself of the White Queen for a moment by her tone of voice, then turned out the lights to the bedroom and closed the door. There was no reason to worry about Underland, because her daughter would be safe. . . for now.

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**Not so bad for a prologue, right? =P Well. . . yeah. Review or I'll make sure that the Cheshire Cat and Mad Hatter will belong to me. . . and only me. . . forever. . . . BWAHAHAHA! :D?**


	2. One: Balls and Talking Rabbits

**A/N: Well. . . . CHAPTER ONE IS FINALLY HERE! Sorry it took a few days, but I just didn't know how I should have did the first chapter. I am the type of girl who is impatient and so, yeah. I have to constantly lecture myself not to rush things too much. :P! Nothing left to say now. ENJOY! And just remember that the DISCLAIMER only ever shows when I introduce something new that either doesn't belong to me or DOES belong to me. :P! ENJOY! . . . . AGAIN!**

_DISCLAIMER: I DO NOT OWN ALICE IN WONDERLAND! IT RIGHTFULLY BELONGS TO TIM BURTON WHILE AS THE NOVELS THAT INSPIRED IT RIGHTFULLY BELONG TO LEWIS CARROLL! I ONLY OWN MY OC(S), LEWIS CARROLL (Rightfully named after the author, even if that is not his real name), WILLIAM ASCOT, AND LACIE CARROLL! THIS IS MADE FOR PURE ENTERTAINMENT!_

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**Chapter One**

**Balls And Talking Rabbits**

A young female, thirteen years later, sat just outside of the mansion with her head faced down. This was her way of sulking because of having to wear a dress. The female hated dresses nearly as much as she hated attending balls, which was what she was to attend right when she opened the doors to the mansion in front of her.

The dress she wore was rather odd, considering this was a ball everyone was attending. It was a dark purple, strapless dress made out of pure silk. On the top part of her dress, trailing down was some golden designs and in random places at the bottom of her dress, which did not cling to her body as the top part did, were golden spots that pinched pieces of the dress together. On her feet were a pair of black high heels.

"I do not wish to attend this party. Why would someone hold one at midnight, anyways? I would think this be the time that one would prefer to be asleep rather than dancing the night away," she muttered to herself, staring at the door and ignoring the strange glances she was receiving from the guards. "Must I attend?"

Finally, she let out a small sigh and clutched hold of the golden door handles, taking in a deep breath. She pulled open the doors to reveal a small staircase that she had to walk up. Deciding she had already come this far, she headed up the stairs and heard the doors close from behind her. Honestly, though! Wouldn't they have the doors open for guests to arrive? Or was she truly that late?

Ignoring her questions arriving at some mad speed in her head, she finished walking up the steps and soon arrived at the top of where she was supposed to be introduced with her mother and father. Seeing them already dancing, she figured that they knew that only a truly mad person would wait for her. She was never on time, usually late by a few hours. Her mother wasn't any better until she met her father, but that was an entirely different story.

Upon arriving down at the end of the staircase, not wishing to be announced or be seen, she took a place in a seat nearby. A small sigh escaped her lips, hating to stand out just because of her silk purple dress. But, her mother loved to be different, as did her father. She was very much surprised that the two of them didn't just show up in their pajamas made into a dress and a suit! That thought made Lacie giggle and begin to rock her boots back and forth.

"Why! If it isn't Lacie Carroll!" somebody suddenly shouted, which made her cringe. She hated it when people did that. Publicity of any sort was something that she hated. Not that she was shy or anything, but she just thought that everyone knowing about everything she did was a tad bit embarrassing and not worth it.

She looked to her side to reveal a very fancy looking man. He somewhat scared her with his fanciness. Hair combed back, eyes plain as a button, and a superb suit. Ugh. Anyone could tell who this was just by glancing at them. She was his _forced_ childhood friend since her mother was supposed to marry his father but instead she rejected him after, she claims even though Lacie knew it wasn't true, she had a trip through Underland. Oh, yes, and don't forget that her mother worked for his grandfather, and now his father since he took over the business. Double ugh. William Ascot.

"Hello, William. How do you do today?" Lacie forced her best smile towards him, failing miserably. That was a reason she would never join stage as an occupation. Her acting skills were not even skills.

"I wish to have a dance with you, Miss Carroll," he said pleasantly, totally ignoring her question. That annoyed her to no end, but she tried not to say anything. The last thing she needed was for him to get upset and all just because she refused to dance with him. According to the rumors going around (and him telling her so often a few months ago until she finally told him to shut his trout), he was mad for her. It was a tad bit creepy.

"Um. . . ." she stared out into the distance of all of the people dancing. Then, she had a vision that all of the women wore suits and all of the men wore dresses. That thought gave her a good giggle. Seeing as how William was still waiting for her answer, though, she looked back up to him and nodded once. "A dance. . . sounds fine." _As long as you don't propose to me, then I think I'll survive._

Soon enough, she found herself in the middle of the dance floor with William, twirling around in circles in a somewhat waltz way. She wouldn't know. It wasn't as though she focused on what every dance was called, anyways. Who would? Oh, besides those Victorian people who think that publicity is everything. That pretty much only left her and her family to choose from.

"So, have you been fair lately?" William suddenly asked, startling Lacie a tad bit. It wasn't a bit shocked that he had started a conversation, since he usually did after it being more than two minutes of silence, but she didn't like to talk to him when he had ''the look'' in his eyes. Thank God it wasn't there now.

"Um. . . . I suppose so. How about you, William?" she forced another smile up at him, hoping that it would pass for a real smile. Apparently, luck was on her side that night.

"Yes, I suppose I have been fair lately, if not any better," he smiled genuinely down back at her. That was probably the only difference between their two smiles, since they looked the exact same on each others face.

The two continued to dance, having lovely conversations about the past they shared together. You see, even though Lacie did not see him as a lover or the man she would like to spend the rest of her life together with, she _did_ care about him. It was more like platonic feelings if anything at all. The smiles she faked were only fake whenever she felt uncomfortable around him, which was only whenever she did anything with him that could give him the impression that she, too, felt strong in ''that way'' towards him.

After about five to six songs, the two parted as he went to speak with his parents and she went to speak with her own parents. She found them by the drinks. "Hello mother, father," she greeted them as she came from behind.

"Hello, dear," her father greeted her with a flashy smile. Her mother just turned around, cup in hand, and smiled genuinely at her lovely daughter that looked a tad bit _too_ much like herself when she was her age. Thank God they did not have the same eyes, or she would've been a clone!

"May I leave soon, please? I am not particularly fond of balls, as you already know," Lacie asked them, a hence of begging and pleading in her voice. Of course, it would only be her parents who would catch the small hint in her tone and just exchanged a glance, rolling their eyes. "Mum! Dad!" Lacie whined.

"Lacie," her mother began, setting her cup down and looking her daughter right into her emerald green eyes, "If I have to go through the torture of staying at this ball, then you do as well," she finished sternly with a hint of teasing in her voice.

"_Mum_!" Lacie threw her hands up in the air as she whined. Some pairs of eyes turned to the small family of three at this sudden whining outburst. Lacie crossed her arms, stuck out her bottom lip, and began to pout as if she were some young child again.

"Oh, Lacie!" her father laughed before pulling her into a tight hug. He released her after a moment or two and grinned cheekily at both his daughter and wife—the lights of his entire world. They were all he needed to survive longer.

"I think I should just go out to the balcony to get some air," Lacie sighed. Earning nods from her parents, she nodded as well before turning on her heel and walking out of the ballroom and out into the balcony.

It was nice to finally be alone, since no hopeless romantics were outside on the balcony as well and trying to have romance or whatever. Lacie did not consider herself much of a hopeless romantic, although at times she did like to imagine her life with someone else. That being past the point, it shall be dropped. She made her way through the beautiful garden, examining each and every flower as she passed by them. Somehow, the garden had connected to the balcony with a pair of stairs. It wouldn't have been too bad to live there, although she knew that she would never even spend a week within these walls of an elegant mansion.

"Alice!" a voice whispered rather loudly, followed by the rustling of shrubs right next to Lacie. Startled, she jumped back and stared in shock at the bushes next to her. What the heck was that?! "Alice!" the voice called out again. It sounded like a rushed, worried male. What the?!

"I think I might be going mad. . . ." she muttered to herself before placing the back of her hand on her forehead. "Have I truly gone mad? I dearly hope not. It will only give more reason for everyone to hate me," she sighed before turning around on her heel. "No. You have not gone mad. You are just tired, upset, and you really need to get away from the rustling, talking bush before you be like your mother's stories and follow a white rabbit down a rabbit hole," she told herself sternly.

The bushes rustled some more, causing her to flinch at the very sound of it. Wouldn't you? If you had thought you had finally gone mad, hearing bushes whisper out your mother's name and then it rustles even though there is no wind, would you have not been worried? If not, you were truly some mad woman, or man, and needed some serious help. Talk to someone about those little allusions you're having!

Then, right before her eyes, a white rabbit jumped in front of her. It wore a waistcoat, had a pocket watch in hand, and was staring right at her. "Alice! You mustn't be late! Come with me, now!" the white rabbit had spoken hurriedly, coming closer towards her.

Lacie's emerald orbs widened in fear as she emitted out one of the loudest screams she had ever let out before in her entire life. Turning around on her heel, she rushed away from the white rabbit, trying to ignore it's calls out to her. "Wake up, Lacie! Wake up!" she yelled at herself as she ran through the garden, finding herself in it's maze. "Rabbits don't talk! Rabbits don't talk! Rabbits don't talk! Rabbits don't talk! Ohmylord! How is that rabbit talking?!" Then, she tripped and fell flat on her face.

She took in a deep breath as she got up to her knees, a tad bit calmed down from the impact of her face hitting the ground. Sadly, it did not take the images and memory of a white rabbit speaking to her, calling her '_Alice_', and reaching out for her. Had she truly gone mad? Had it been the ball's fault? She dearly hoped so, that way her madness wouldn't have been her own fault. The thought of putting the blame on a simple event caused her to giggle lightly before she got up to her knees, dusting off her silk, slightly dirtied dress. Her hair that had been up in a bun was now a mess so she just took it out completely, letting her hair curl down to her waist.

_Where am I? Surely I am far away from the ball now. Dear lord! _She sighed as she thought about being far away from where she was supposed to be, yet being slightly content with being far away from the white rabbit now. She examined her surroundings and found that she was right in front of a tree that had a rabbit hole in front of it. _Ohmylord! What if it's the white rabbit's rabbit hole?! Oh no! Wait. . . . Perhaps I should take a look inside just to be sure it doesn't belong to any other creature. . . ._ Call it stupid, if you want. But, curiosity got the better of the panicked Lacie.

She fell down to her knees again, looking into the rabbit hole. Her best option for staying up was putting either hand on the sides of the rabbit hole and peering inside of the deep abyss of a hole. "Hello?" she called out, receiving no reply. Although, she had been positive that she had soon seen something move in the hole so she looked deeper. "Hello?" she called out again.

Then, she felt a force against her back that had made her fall into the hole. There was only one thing to do right then: scream her mind away and keep her eyes tightly shut, waiting for the impact to surely kill her. Lacie was doomed, and she knew it.

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**Gaaaah. . . . I screwed up a bit at the end, rushing it. I am just a tad bit lazy. XD! Sorry? o__o Well. . . . REVIEW! PWEASE! TRUST ME! I SHALL LOVE YOU UNTIL THE END OF TIME IF YOU DO SO! :D?**


	3. Two: Eyeless

**A/N: YAY! I GOT THE CHAPPY DONE! FEEL PROUD OF ME! XD! Well, yeah, this is where the villain is introduced. BWAHAHAHAHA! Don't be so shocked to find out who it is, because well. . . . I couldn't think of anyone else. XDDD!!!!! Well, ENJOY!**

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**Chapter Two**

**Eyeless**

It had been exactly two years ago in Underland when the Knave of Hearts, Ilosovic Stayn, had finally managed to escape the chains that connected the Red Queen and himself, left the big headed woman there to rot, and had created his own kingdom of dark creatures of the night, and some of the day. Who would have ever known that he could've been so influential? His ego had only grown from that. Now, his kingdom was at war with the Marmoreal kingdom, the White Queen's kingdom.

Ilosovic had grown bored of just sitting around his kingdom, wishing that he could do something right then. _Perhaps now would be a good chance to go around and make sure that they didn't bring that silly girl, Alice, back._ That was when it was decided. "Knights One, Three, and Five!" he called out right before the three he called out for came out. They looked pretty much the same, except for on their shoulders were their numbers imprinted on it. "We are going out for a hunt in Underland. Find some of your best men in each of your quadrants, then let us leave," he commanded.

"Yes, your majesty," the three of them said in unison, sounding a tad bit like robots. Oh, how he tired of those annoying voices of theirs. He could somehow understand why the Iracebeth, the Red Queen, liked to sentence their heads off and got so easily angry.

After a while, they left for the ''hunt''. Ilosovic rode on his jet black horse as they walked around the land, being sure to avoid anybody else that might try to attack. The last thing they needed was somebody attacking them. However, as they all continued to walk, Ilosovic had a sudden urge to go to the very garden where the entrance to Underland was. _Couldn't hurt to check there. Perhaps she had just probably come. Well, Ilosovic, stop talking to yourself and give the order before you go mad. Wait. . . . Already did and done. JUST GIVE THE DAMN ORDER!_ "Let's go check the great garden!" he commanded. A few ''yes, your majesty'' sentences were said and they all headed left, towards the garden.

*~*~* *~*~*

"OW!" Lacie yelped as she landed flat on her face for the second time that day. She heaved a sigh of relief when she saw that she definitely was not dead. Sitting up, she ran her fingers through her hair to get out the tangles she sure were there. _Wait. . . . Where's my hair?_ "Huh?" she looked over her shoulder to see her hair was not there. _HAVE I GONE BALD?! _Then, she glanced up to see that her hair was. . . floating? _What in the—_ Then, she fell flat on her face again, off of the ceiling she had previously been on and right onto the floor. ". . . . Ow. . . ."

"Oh, do stop dawdling, Alice! We are already so very late enough as it is!" a voice that sounded worried and somewhat panicky said to her. Why did that voice sound so familiar? When she lifted her head up to see who it was, she really wished that she hadn't. So did the white rabbit. She began screaming her head off again as she attempted to get as far away from the rabbit as she could. "Oh, Alice! What ever has gotten into you?!" he demanded.

"GET AWAY FROM ME! I DO NOT MAKE A HABIT TO TALKING TO IMPOSSIBLY TALKING WHITE RABBITS!" she screamed, backing up into the wall, not being able to move and further now. _Oh, no! He's going to bloody eat me, isn't he?! Oh dear! I don't want to die! I want to live! I have too much to live for already! Oh no!_

The white rabbit jumped onto her lap and covered her hand with his white paw sort of thing. He was usually able to deal with screams, but this Alice was just perfectly impossible! "Remember me, Alice? My name is Nivens McTwisp!" he told her, a slight plea to his tone. This was the last thing he needed—Alice forgetting everything yet again, even though she had promised to remember all of them. Well, the promise was more directed towards Hightopp, but that was past the point! Who could forget talking animals and grinning cats?! Who could ever forget slaying the Jabberwocky?!

Lacie tried to scream at him some more, but his hand was covered over her mouth. Finally, she took in a deep inhale through her nostrils and managed to calm down a bit. Feeling her calm down, Nivens let go of her mouth and stared at her, hope in his eyes. "I'm sorry, but I do not know you. In fact, I am sure that when I fell down the rabbit hole, I just bumped my head and now I am dreaming of my mother's tales as a child," she said as calmly as she could, which wasn't exactly the best but it was good enough.

"We have already been over this before, Alice," he sighed, shaking his head in despair. "This is no dream. This is very real." He looked up so that his red eyes met her green orbs. _Wait. . . . Green? Weren't her eyes a different color? _Then, he began to look around at her body hurriedly. "Here, look," and he pinched her left arm with his right hand.

"Ow! What in the world was that for?!" she demanded. When he continued to have that hopeful look in his eyes, she noticed how this was definitely real. He was so _real_ and the pinch had proved that she was not dreaming right then. "HOW IN THE WORLD DID I END UP HERE?! ARE MY MOTHER'S STORIES TRUE?! WONDERLAND EXISTS?! OHMYLORD! DO I NEED TO BE ON SOME SERIOUS MEDICATION?!" She had begun screaming. . . again.

"Shh! Shh! Shh! _SHH!_" Nivens told her, covering his hand over her mouth again, muffling her screams of fear. "Let me explain," he pleaded. Lacie took a moment or two, but finally she managed to calm down, nodding once. He removed his hand from her mouth. "I'm sorry for the hole, but I had been the one to push you down it. I thought it would be the only way to convince you to come back to _Underland_, not _Wonderland_. And speaking of which, who exactly told you these stories about our world?" he asked her, inclining his head to the left side.

"My _mother_," Lacie said, sounded rather irritated. How many times did she have to tell him who had told her about Wonderland, or whatever the heck the name of this place was?! It was rather small from what she heard. . . . It was only a mere room with many doors! "Her maiden name is Alice Kingsleigh, if that helps in the slightest," she told him. "Her name now is Alice Carroll, and my name is _Lacie_ Carroll," she explained.

Nivens didn't say anything. He only sat there, staring at her as if she had just grown five million heads at the same time, although that sort of thing wouldn't be very uncommon in Underland with that new disease going around. He took a deep breath. "Oh dear, oh dear, oh dear, oh dear!" he was now panicking. "I got the wrong Alice, didn't I?! No, wait. There might still be a chance! I'll take you to the reincarnation of Absolem!" he seemed pretty decided because after just one moment, he took a small bottle out of his pocket and forced some down her throat, her squealing from shock in the process, and then he took a sip of it himself.

The two both shrunk right then to a very small height, causing Lacie to feel the need to scream again, but her throat was far to dry to even allow her access to her voice. Seeing as she was naked, she decided to go ahead and grab some of her own clothing, rip it off, and form it into a small, purple dress that was still made of silk, and she somehow managed to add two thin sleeves. How did she do it? She'd never know.

"Now, follow me! Be sure not to get lost!" he told her before hopping away to a small door behind a curtain, taking out a small key and placing it in the hole of the door. Turning the key, he unlocked the door and Lacie took one more look around the room, figuring that since she really had nowhere else to go, she would just follow him out the door.

Lacie was amazed by what she saw around her when she arrived outside of the room. It was such a breath-taking garden that now surrounded her! She had been so taken in by the garden that she hadn't noticed the door behind her close by itself. Then, remembering what was going on, she turned back to Nivens. "After we go see this Absolem man, may I please leave? I have to go home as soon as possible! This place is too. . ." she couldn't find the right word, and at the same time she thought being rude to the male rabbit whom had just helped her (which was totally impossible, but she had learned to accept by now) and was being rather kind to her.

"We'll be there in only a few moments, Al—I mean, Lacie," he told her in his hurried tone. "If you are not the one we are looking for to help save Underland, this world around you, then you may go home and I'll just ask your mother for help," he explained to her. Nodding one, Lacie fell silent and ran after the rabbit, trying to keep up.

"This is getting more and more curious by the seconds passing by," Lacie murmured to herself as she looked around, still doing her best to keep up with Nivens McTwisp. It would have been so easily to get lost in this place! What a wonder that would have been if she did get lost, not that she was actually considering running away from the white rabbit (again) and getting herself lost. That would have just been the maddest thing possible to do at that moment!

"We're here," Nivens suddenly came to a stop as he said that. Lacie looked to see where they were now, and saw that smoke was all around the place in front of them. Her eyes widened. "Absolem! I have brought Alice's daughter, Lacie!" he announced. Then, he turned to Lacie and whispered, "He is very wise, and is the reincarnation of the original Absolem that helped your mother when she came to Underland."

"Oh. . . ." she nodded once, looking up to see the male caterpillar in the smoke. _I bet that is Absolem's Reincarnation. . . or just plain Absolem. . . I don't know. What did Mr. McTwisp call him again? Never mind. He's staring directly at me and somewhat scaring me._ "Hello?" she greeted, feeling the need to run away as fast as she could from under his gaze and or glare.

"Who. . . are. . . you. . .?" he asked her rather slowly while smoking his. . . she forgot what they were called. A hookah? Yeah. . . that was it.

"Um. . ." Lacie looked to Nivens for advice or whatnot to tell the caterpillar, whom was starting to creep her out just a bit. He nodded to her, encouraging her to go on and tell him her name. Taking in a deep breath, she turned back to Absolem. "My name is Lacie Carroll. Um. . . my mother is Alice Carroll, used to be Kingsleigh, and my father's name is Lewis Carroll," she introduced herself very hurriedly. She didn't like how she now sounded like the white rabbit next to her when she spoke.

"What is your purpose for coming here then, Lacie Carroll?" the small, blue caterpillar (who was actually a bit larger than she was since she was definitely not in her normal size) asked as he scooted in closer to her. Some of his smoke got into her nostrils and mouth.

Lacie coughed rapidly, hating how the smoke was. "Stop that!" she told him, only earning a chuckle in response. "It's not pleasant, you know! And smoking is definitely bad for you! What if you get ill?" she narrowed her eyes at him.

"Stupid girl," he chuckled. "Don't think that you suddenly can start lecturing me when I asked you a simple question and the smoke just so happened to enter your open mouth," he told her, seeming to have rolled his eyes when he did so.

Lacie wanted to protest, but now all eyes were on her and she felt a tad bit nervous. Even the flowers were staring at her now, waiting for her answer! Biting down on her lip, she tried to remember why on Earth she was here. "I came because Mr. McTwisp thought that I was my mother, Alice, and he thinks I could still be whatever it is you all are looking for," she told him in full honesty.

"And do you think that you could possibly be the one that saves Underland, rather than your mother, the savior of Underland?" he asked her, taking in another inhale of his hookah.

Lacie narrowed her eyes at him, trying to see him through the smoke. It was also from the confusion she now felt towards his question. Was he asking her if she thought that she could ever be her mother? "What is that supposed to me—" but she was cut off by the sudden sound of hooves coming her way.

"Oh dear! Oh dear, oh dear, oh dear, oh dear!" Nivens began, reaching into his waistcoat pockets and pulled out some cake of some sort before taking a bite then forcing some down Lacie's mouth.

"What are you doing?!" she demanded, trying to push him away but failing.

"Eat it and run!" he told her, right before the two of them grew back to their original sizes. Lacie felt rather comfortable for a moment, until she felt a pair of arms wrap around her from behind. "No!" Nivens shouted.

"AH!" Lacie screamed, trying to get free of the grasp from behind her. Nivens had been captured, and Absolem was still probably smoking down there. She wouldn't know at the time. However, when she glanced down, there was no smoke so she figured he had escaped somehow. _Coward._

A sudden fit of laughter was heard, right before Lacie found herself being slung around in the direction the strong pair of arms had turned towards. "Well. . . . What do we have here?" asked a man's voice. Lacie opened her pair of green eyes to see who it was. A man with jet black hair that waved down to his shoulders, his right eye covered by a black heart-shaped eye-patch, and wearing a suit of what seemed like armor but at the same time seemed like royalty. "Alice? Is that you? Or should I call you ''Um''?" he asked her, seeming menacing.

Lacie stared at him as if he had just literally lost his head from no causes. "I don't know what in the world you are talking about. I never even knew that there was such a name as ''Um''," she told him honestly, inclining her head to the left side.

The half eyeless man seemed rather confused for a moment or two, until he walked up close to her and looked into her eyes. It somewhat scared her, sending at least a million shivers down her spine. "I see, you are not Alice. She did not have green eyes," he said. She couldn't help but let out a sigh of relief that someone had some common sense. "Who are you, then?"

_This is not going to go by well. _"I'm her daughter, Lacie. Now, can everyone stop mistaking me for her, please?" she let out an aggravated sigh.

The half eyeless man was quiet again, seeming quite shocked by what she had just told him. Never before had he thought that Alice would actually have a daughter who resembled her so much! Right then, after a minute or two of thinking, he got an idea. "Well, release her Nine," he told the solider that held onto Lacie. When he let her go, she seemed surprise. "We must not harm our guests. How about we take you to my kingdom to get you cleaned up, and perhaps some new clothes?" he suggested, indicating her dress that now only covered her top part of her body and her bottom half only covered by her undies.

Lacie's face turned beet red as she tried to pull down on her dress some to no avail. "That sounds lovely." She nodded once.

Ilosovic nodded once at the poor girl pleasantly. _She does have her mother's innocence. Not very hard to believe that they're related. With just a few lies, there will be no saving Underland._

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**I'm a bit proud of myself for finally finishing this chappy. XD! Well, review pwease! I know this is Tarrant/OC fanfic and all, but you didn't honestly expect me to introduce the two right from the beginning, did you? :P REVIEW!**


	4. Three: Who's The Enemy?

**A/N: WOO-HOO! IT'S THE THIRD CHAPPY! Sorry, still no Mad Hatter. . . . Perhaps in the next chappy I'll introduce him if you all think I should. LOL! And sorry, if you like fast romances. I don't like them. . . at all. I mean, I read an amazing fanfiction and the romance is just so fast that it makes me bored and I stop reading it. Oh, yeah, and if it's WAY too dramatic. XD! Well, ENJOY!**

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**Chapter Three**

**Who's The Enemy?**

After arriving at the castle, and luckily no one else there to see Lacie's, erm, _attire_, Ilosovic had one of his maids make her a new dress. It had been finished in less than ten minutes, much to Lacie's surprise, and she soon had it on. Like her previous dress, it had very thin straps, but it wasn't so ripped at the end. You could tell that it was professionally made. Also, it was lavender and felt as though a glove was on her, rather than a dress. It flowed right down to her knees. Oh, and she was given a pair of new shoes that would fit her more comfortably than her previous ones. A pair of what people would call flats in her world, which were also lavender. This man she had just barely met was sure to keep his manners and kindness, but she couldn't help but wonder where the white rabbit was now.

Feeling awfully tired, Lacie thought right then would be a good time to go to sleep. So, she went to go and find the kind man, who's name she still was not aware of, and ask him where she would be sleeping that night. As she looked around for him, she couldn't help but wonder how long it took to build a kingdom this magnificent and _huge_! Seriously! While trying to find him, she got lost at least five times, and once more just because she tripped down a flight of stairs! The other few times were just because she happened to be very interested in the pictures on the walls, some showing a lady with a rather huge head that was ten times the size of her own head. They all made her feel as though she were missing out on something big or whatnot. Was she? Well, this world _did_ have to do with her mother's stories that she had told her as a young girl.

With that said, or rather thought, Lacie decided that right then would be the best time to go ahead and figure out who was who. That way, if she ran into anyone evil in her mother's stories, she could get as far away from them as possible. _Let's see. . . There's Nivens McTwisp. . . By the way, where in the world is he? Well, never mind that. There was a Dodo bird. . . the Tweedles. A hatter named Tarrant Hightopp. A dormouse named Mallymkun. A hare named Thackery Earwicket. A bloodhound named Bayard. A Cheshire cat named Chessur. A white queen named Mirana. A red queen named Iracebeth. And a knave named Ilosovic Stayn. And so. . . who is that man? He couldn't possibly be any of the above. If anybody he'd be Ilosovic Stayn, but he's far too pleasant and definitely not evil. Plus, Stayn was sentenced to exile with Iracebeth, correct? However. . . he did seem quite menacing when he thought I was mother. . . . And who in the world is ''Um''? Oh, right, the woman mother pretended to be when she visited Underland and was found by Iracebeth. How odd. . . ._

"Are you looking for someone, my dear?" a man's voice asked from behind, startling Lacie to the point she gasped and turned around quickly, only to fall backwards. However. A strong pair of arms caught her before she fell down and they helped her sit upright again. When she was nearly down, though, she met a pair of extremely dark eyes that sent chills twirling down her spine. She blushed lightly, fixing herself straight in her dress so that she'd look presentable. Finally, she had found the man she was looking all around for. "Are you looking for someone?" he repeated, looking the utmost concerned with her well being right then. That also made her blush a bit.

"For you, actually," Lacie nodded once with her response. The man nodded in return, his smile gleaming ever so brightly. "You see, I was wondering where I will be sleeping for tonight. Or, if it's at all possible, when I shall be going home tonight or tomorrow. You see, as much as I'd love to stay," alright, she lied there, "I really must be getting back. I do not wish for my mother nor my father to become worried about me for my long period of absence. You say you know my mother, Alice, right? Well, then you should know how much she frets when someone she cares about goes missing," she forced a smile at the odd man that she found somewhat charming.

"Ah, yes. About your return to your own world. . . I don't think that shall be possible for the time being," the man said, giving her a pitiful look (that only he knew was fake and only trying to lead her on so she would be on his side). When Lacie looked downright confused and looked as thought she wanted to know what he was talking about, he supplied her an explanation. "You see, in order to go back home, you would need a certain potion from the White Queen, Mirana, to send you back. But, you see, Mirana is an _evil_ woman," he said, giving her a shake of the head and a pair of narrow eyes. "She wouldn't do it to save her kingdom. That is why it is best if you stay here. Her evil forces are out to kill you, Lacie. Once we capture Mirana, the first thing we'll do is force her to make you a potion to go home straight away. I swear it," he smiled pleasantly at her, seeming genuinely.

Lacie thought it strange for a moment that he would suddenly mention that she needed to stay at the kingdom when she did not say anything against it otherwise, but quickly dismissed the thought thinking that he thought she was implying it. She smiled back at him. "Where shall I be staying then for the night?" she asked him, repeating her first question to him since their conversation started. Instantly, he offered his left hand to her in a gentleman sort of way, causing her to giggle lightly and be led away to her bedroom for the night. Little did she know how she had been fed a bunch of lies and she had eaten them all without a care. It was as though she had drunk a glass of poison and had forgotten to read the label.

The next morning was going pretty darn well with her sleeping. That is, until she heard someone screaming in her head. _RUN! RUN! LACIE! RUN!_ Lacie's eyes tightened together until she went upright in one swift motion, giving her a slight whiplash since she had been sleeping on her side and was now facing forward. She emitted a tiny groan and rubbed the back of her neck, before taking a look around to see if she could possibly see where in the world that voice had come from. But, it was to no prevail. She had obviously imagined the whole thing.

_My imagination seems to be going pretty horrid lately. . . When I get back to my world, I'll ask mother if I could possibly get someone to check it out for me. _Then, she let out a small yawn from still being a bit sleepy. _I should probably just take a walk around the kingdom so I can get to know it better. . . . I don't think anyone is still awake, anyways. It's pretty dark outside. Yeah. . . . Snooping doesn't hurt if you're not caught._ Then, with a grin that could rival a Cheshire cat's grin, she hopped out of bed and slowly and quietly made her way out of the door.

The hall was a bit bigger than she remembered it from the previous night. . . and there were far more pictures up now. All of them seemed to represent a different time. It was either that this odd man had a lot of time on his hands or he was just going on a million years old! Well, this _was_ a totally different world so maybe their time was different as well. Perhaps, they only aged once every million years. That would sure be an interesting thing to see. Or, perhaps, maybe their years were far longer than Lacie's were back at her world and home. Then, something caught her eye.

_Oh, look. . . . Another picture. It has that lady with the huge head again. . . . Maybe these will tell me who in the world she is. _Lacie looked down at the end of the picture, in golden letters against the wooden panel that held up the picture. "It says Ilosovic Stayn and Iracebeth, the Red Queen. . . . Hm. . . ." she stared at the picture for a while longer. Then, something in her brain just seemed to click. She looked at said Ilosovic Stayn and realized that it was the man she was currently staying with. _Oh dear lord!_

"Is something troubling you, Lacie? Are you looking around for someone?" a sudden male's voice came up from behind her. Lacie twirled around instantly, fear spiking up as she saw it was none other than Ilosovic Stayn him. Oh, the irony! Now, as if everything were fitting together like puzzle pieces, she could somehow see that his concerned face was just an act.

_Fine. . . . Two can play at that game_, she thought and forced a smile that she had learned with years and years of practicing with William Ascot around. _Thinking back now, I think I miss the boy. I wonder if anyone realizes I'm gone. . . . Mother and father, surely, though._ "No, sir. I was just taking a small stroll throughout the kingdom," she said a little too quickly to be convincing. _Oh dear._

"Alright then, Little Lacie," he smiled and reached out to touch her, but she flinched and took a step back. His fake concern came back onto his face. "Is something the matter, Lacie?" he asked her, his voice filled with the same fake expression he had on his face. Lacie hated fakes. . . . And to think she had actually trusted this man for a few hours! Well, he _did_ give her a nice dress, but still!

"W-Where's Mr. McTwisp? Nivens McTwisp?" she asked him, hoping that she could find him and get out of this kingdom before he decided to kill them. That is. . . if Nivens wasn't already dead. _Lacie! Stop thinking this! You're beginning to hyperventilate! Calm. Down._ She took in a deep breath and let it out calmly. The breathing helped calm her down a bit, but she was still worried about the white rabbit. "I. . . I want to see him. He's my friend. . . and I'm a bit troubled. I wish to speak with him," she lied evenly.

Stayn could obviously see that something odd was going on here, and he obviously didn't like it. This was beginning to worry Lacie even more again. What if he found out and killed her? Nobody else would be able to stop him right now, and nobody else would even care enough that she was gone since no one around here even knew her! "Do you not think that you could talk to me about your problems, Lacie?" he asked her, obviously trying to convince her to forget about Nivens.

"N-No. Just Mr. McTwisp. I'll only be talking to Mr. McTwisp," she said, stuttering at first but then she had managed to gain some confidence in herself. The last thing she needed right then was for him to get her scared out of her mind and start doing everything he said. Was that how he convinced people to join him? Well, she could tell his ''knights'' were definitely creations, but why the others? Were they all evil and couldn't be trusted as well? The thought of it made her want to just run for it.

Stayn eyed her for the longest moment in her entire life, with seat beginning to prickle down her neck. Hey! She never claimed to be the best actress there was in this world! "Alright. I'll send for Mr. McTwisp. Go back to your bedroom and he shall be there shortly," he told her. With a sigh of relief, she walked away and obeyed him.

*~*~* *~*~*

Something was wrong with the picture here, and Ilosovic could only wonder what was going on. She had said her mother was Alice. . . so perhaps she had heard stories of Underland? Then, she must've known that he was the knave of hearts and had tried to seduce _and_ kill her mother. To this very day, he wouldn't mind getting a little bit out of her mother and then stabbing her heart through with his blade. It was, after all, her fault he had been stuck with that lady's fat head for quite a few years. However, he managed to escape and leave her there to rot and still he couldn't get rid of her because of all of these pictures his servants insist on putting up. Weren't they _servants_?

Still, something was a little off with Lacie. She was far too innocent to try and plot against him. That was as much as he had known about her. Yet, she _was_ Alice's daughter and if she were anything like her mother then she would definitely have a strong will and enough brains to figure out how to get out of here. He took one final glance at the photo she had been looking at and walked away, hoping that she hadn't heard any stories about him from her mother. If she had then he would have to become the best liar in the world and convince her that he was only doing the greater good, or he would have to kill the young girl. _Such a waste_, he thought. _She's such a pretty girl, too._ And then, he was off to find that stupid white rabbit that went by the name of ''Nivens McTwisp''.

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Lacie sat on her bed, waiting slightly impatiently for the white rabbit to show up already. She was so anxious to see if he was alright then escape as fast as the two of them could. She wanted to help Nivens not out of getting something in return, but because she truly thought of him as her first friend in Underland so far. Ilosovic Stayn did not come close to counting. He tricked her for god's sake! Then, knocking her out of her thoughts was the creaking opening of a door. She turned her head quickly to see who it was, only to get whiplash again, and she rubbed the back of her neck. It was Nivens McTwisp!

"Mr. McTwisp!" she squealed, jumping up to her feet and forgetting the pain in the back of her neck and tackled him with one of the tightest hugs she could manage to give to the poor rabbit. "You're alright! I have been so worried about you!" she told him, squeezing him even tighter. When she didn't get a response, she pulled away to look him in the face. "Mr. McTwisp?"

Nivens took in the deepest breath he could manage once the mad girl had finally released him. She could kill somebody with hugs as tight as those! Was she made with man's steel or was she always fighting people to earn muscle?! He wouldn't know, and didn't dare ask. "H-Hello, Lacie," he managed, a smile finding it's way onto his face. She was about to hug him again but he waved it off. "No, no, no, no! One is good enough! Yes, I am alive and well. As are you. Now, if you want to keep it that way, restrain from hugging me like that ever again!" he told her hurriedly.

"Oh, I'm sorry. I didn't mean to hurt you or whatnot," Lacie apologized, her smiling face curling down into a small frown.

Nivens couldn't stand to see such a pathetic face on Lacie, resembling her mother quite a bit for some time. "No, no, no. It's alright, dear. Now. . . I'm supposing you wish to find a way out of here, correct?" he asked her.

"Yes," Lacie nodded, happy that they had gotten to the point now. "You and I need to get out of here. That man is Ilosovic Stayn, am I right? He used to work for the Red Queen, according to what mother told me. He's evil, right?" her questions seemed to never cease forming in her head.

"Yes," Nivens nodded once, "A _very_ evil man. You shouldn't believe anything he says. I heard from a servant that he had tried to convince you that the White Queen, Mirana, was evil. She's the total opposite. It would go against her vows to harm any living creature, as much as merely teasing them," he told her in a rushed voice.

"Alright, then. Perhaps once we escape we can head over to her straight away? Wouldn't that be the best option?" she asked him, inclining her head to the right side.

"The _safest _option, if you call that the best," Nivens told her in a correcting sort of tone.

"I think that the best option we have. Why? Is there another place we need to go to? Because, if there is, then perhaps we should just go there first or on the way to the, what's it called? I think she lives at Memorial. . . correct?" Lacie asked, looking a bit puzzled.

"Perhaps it will be the best option. I'm not sure, but—" he was cut off by a sudden yell.

"Arrest that woman and white rabbit immediately for traitorous scams!" It was Ilosovic Stayn's voice.

"Oh no!" Lacie was beginning to panic now as the door burst open, and instinctively, she grabbed hold of Nivens, despite him telling her to jump out the window and go on without him. _As if you stupid rabbit!_

"Now, now, Little Lacie," Stayn's voice came into the room, along with his figure. Every step he took towards Lacie and Nivens, she took a step back with Nivens still in her arms. "Do you really wish to leave? I thought you and I were really going to become friends," he sounded a bit whiny, according to Lacie. However, according to Nivens, he sounded absolutely deadly.

"That's nice. . . . Lovely," Lacie said, not really wishing to do any heroine talk right then. After all, she was _definitely_ no heroine.

Stayn chuckled. "Where else can you go?"

"Um. . . . I'm sure with how fast information passes around here, you'll figure that out in an hour or two," she said right before she turned on her heel and managed to dodge the spears thrown at her by Stayn's command and jumped out of the window.

She had landed on the ground with a small 'oof' and felt something in her leg twist around. She was pretty sure that it was her bone, but right then she wasn't so worried about her bones being broken. She was more interested in getting out of here as fast as possible.

"Lacie! Are you alright?!" Nivens asked worriedly.

"Yes!" Lacie said as she got back up to her feet and began to follow him as fast as she could. However, once they had reached the gates, she couldn't take the pain in her leg anymore. Stopping her limping, she fell forwards on her face while clutching hold tightly on the middle of her leg. _I only fell from the third story, though!_ And, from the excruciating pain, she found her eyes falling into an inviting darkness.

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_o.o Okay, ending sucks. XD! Next chappy will be up as soon as possible, I guess. LOL! REVIEW! I have a feeling that some of my reviewers are not reviewing all of my chapters and it makes me sad. If you're going to review, then review ALL chapters.!!!!!! REVIEW PWEASE!_


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